Terms of Use  

Last Updated February, 2017

These Terms of Use constitute a legally binding agreement between Tritium™ Partners, LLC (“Tritium” or the “Firm”) and you, the user of the Tritium web site (the “Site“).  By accessing the Site you acknowledge that you have read and agree to these Terms of Use.  These Terms of Use govern your use of the Site.  Please read these Terms of Use carefully.  If you do not agree with any of the terms and conditions contained herein, please do not use the Site.

Tritium reserves the right to amend these Terms of Use in its sole discretion.  Tritium will post any changes to these Terms of Use on the Site, and changes shall be effective immediately upon posting.  We recommend that you re-visit the Site on occasion to learn of revised terms or policies.  Your continued use of the Site after any such changes constitutes your acceptance of the new terms and policies.

Use of the Site

Your right to access and use the Site is limited solely for purposes of obtaining information regarding Tritium, to evaluate a potential business relationship with Tritium, or for internal business purposes in furtherance of an existing business relationship with the Firm.  Without limiting the foregoing, as a condition of your right to access the Site under these Terms of Use, you acknowledge and agree that you shall not directly or indirectly:

  1. use the Site for any commercial purpose or the benefit of any third party;
  2. frame or hyperlink the Site or any portion thereof without prior written consent of Tritium;
  3. remove any proprietary notices from the Site or any copy thereof;
  4. attempt to decompile, reverse engineer or hack the Site or to defeat or overcome any security measures, encryption and/or digital rights management technology implemented by Tritium with respect to the Site and/or data transmitted, processed or stored by Tritium; or
  5. use the Site for any illegal or fraudulent purpose.

Information Purposes Only

This site is intended solely to provide general information regarding Tritium.  Nothing on the Site is an offer or solicitation to provide investment advice or to buy or sell any security or other investment.  Although the Site may include investment-related information, nothing on the Site is a recommendation that you purchase, sell or hold any security or other investment, or that you should pursue any investment strategy, and no information or Content (as defined below) on the Site is to be relied upon for the purpose of making or communicating investment or other decisions.  Nothing on the Site is intended to be, and you should not consider anything on the Site to be, investment, accounting, tax, legal or other professional advice.

Risks You Assume

While we make reasonable efforts to provide accurate information, we may not promptly update or correct the Site even if we are aware that it is inaccurate, outdated or otherwise inappropriate.  You agree that we are not responsible for any action that you take or decision you make in reliance on any information contained in the Site.

Links to Other Websites

This Agreement applies only to the Site and not to other websites that may be accessible from the Site and the Firm shall not be responsible for the content of any third-party website accessible from the Site.  Hyperlinks to or from the Site do not constitute third party endorsement of, sponsorship by or affiliation with Tritium.  If you access any third-party website through the Site or otherwise, you do so at your own risk and we encourage you to review the privacy policies and user agreements of all other websites that you visit as such policies and agreements will govern your use of those websites.

Ownership

The trade names, trademarks, service marks, trade dress, logos and other indicia of source (collectively, “Marks“) found on the Site and any and all information and content available through the Site, such as for example graphics, logos, articles and other materials (collectively, “Content”) are proprietary to Tritium or its licensors and are protected by intellectual property rights and unfair competition and other laws.  The Marks may be registered or unregistered trademarks of the Firm or others.  You may not use any Mark or Content without the express prior written permission of the owner (whether Tritium or otherwise), and nothing contained in these Terms of Use or anywhere on the Site shall be construed as granting any license, permission or right to use any Mark or Content.  Any unauthorized or prohibited use of the Marks or Content may subject the offender to civil and criminal liability under applicable law.

Disclaimer of Warranties

THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND, TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY TRITIUM, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SITE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. TRITIUM PARTNERS FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITE REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED UNDER LAW.

Limitation of Liability

TRITIUM DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE SITE OR THE CONTENT. TRITIUM IS NOT LIABLE TO YOU OR ANYONE ELSE FOR ANY CLAIM OF ANY NATURE WHATSOEVER BASED ON (1) THE SITE OR THE CONTENT, INCLUDING ANY DECISION MADE OR ACTION TAKEN BASED ON THE CONTENT OR ANY FEATURE OF THE SITE OR (2) YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE.

UNDER NO CIRCUMSTANCES WILL TRITIUM BE LIABLE FOR ANY DAMAGES OR LOSSES (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, LOST REVENUES, LOST PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF ANY SERVICE OR CONTENT, REGARDLESS OF THE THEORY OF LIABILITY, WHETHER TORT (INCLUDING NEGLIGENCE OF ANY KIND), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF THE DAMAGES OR IF THE DAMAGES COULD HAVE BEEN FORESEEN.

Indemnity

You agree that you will be solely responsible for, and that you will defend, indemnify and hold Tritium, its parents, subsidiaries and other affiliates and each of their respective officers, directors, agents, employees and representatives harmless from and against any and all claims, demands, liabilities, costs or expenses, including reasonable attorneys’ fees, resulting from your use of the Site or your violation of these Terms of Use.  The Firm reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which it is entitled to indemnification, but you must still indemnify Tritium for all liabilities, losses, or damages.  You agree to provide Tritium with whatever cooperation it reasonably requests.

Privacy Policy

Our Commitment to Your Privacy:  We are sensitive to the privacy concerns of our prospective, former and current investors. We have a long-standing policy of protecting the confidentiality and security of information we collect about you. We are providing you with this notice to help you better understand why and how we collect certain personal information, the care with which we treat that information and how we use that information.

Gramm-Leach-Bliley Act:  The Gramm-Leach-Bliley Act, as may be amended from time to time (“GLBA”), requires all “financial institutions,” defined to include investment advisers and investment companies, to establish procedures and systems to assure privacy of the personal and financial information of its “customers.” Strictly speaking, the GLBA requirements apply only to “customers” who are individuals. However, as a matter of practice the following procedures apply to the conduct of the Firm’s business generally and not with respect to information of only individual clients or investors.

Sources of Nonpublic Information:  In connection with forming and operating our private investment Funds, we collect and maintain personal identifying information from the following sources:

  1. Information we receive from you in conversations over the telephone, in voicemails, through written correspondence, via email, in subscription agreements, investor questionnaires or other forms;
  2. Information about your transactions with us or others; and
  3. Information captured through the investor portal administered by our Third Party Fund Administrator, including registration information and any information captured via cookies, if any.

This information includes, without limitation, your address, social security number, assets, investment experience, transaction history, income and wire transfer instructions. If you are unsure as to whether information is nonpublic information, or as to the appropriate procedures to follow, you should contact our Firm’s Chief Compliance Officer.

Disclosure of Information:  We do not knowingly disclose personal identifying information about you to any other person or entity except our employees, third party professional vendors who are provided access to such information in order to carry out our operations, or as otherwise required by law or regulation. These sharing practices are consistent with federal privacy and related laws, and in general, you may not limit the use of your personal information for these purposes under such laws. We note that the federal privacy laws only give you the right to limit the certain types of information sharing that we do not engage in (e.g., sharing with affiliates certain information relating to your transaction history or creditworthiness for their use in marketing to you, or sharing any personal information with non-affiliates for them to market to you).

Former Investors:  We maintain personal identifying information of our former investors and apply the same policies that apply to current investors.

Information Security:  We consider the protection of sensitive information to be a sound business practice, and to that end we employ physical, electronic and procedural safeguards to protect your personal identifying information in our possession or under our control.

Further Information:  We reserve the right to change our privacy policies and this Privacy Notice at any time. The examples contained within this notice are illustrations only and are not intended to be exclusive. This notice is intended to comply with the privacy provisions of applicable U.S. federal law. There may be additional rights under other foreign or domestic laws that apply to you. If you have any questions concerning this Privacy Notice, please contact the Chief Compliance Officer.

Miscellaneous

Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of these Terms of Use shall nonetheless remain in full force and effect.  The failure of Tritium at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing.  These Terms of Use shall be governed by and construed in accordance with the laws of the State of Texas without regard to its conflict of law rules.  Any legal proceeding arising out or relating to these Terms of Use against or relating to Tritium or any indemnified party under these Terms of Use will be subject to the exclusive jurisdiction of any state or federal court sitting in Austin, Texas and you irrevocably consent to the jurisdiction of such courts.  The terms and conditions set forth in these Terms of Use and any agreements included or referred to in these Terms of Use constitute the final, complete and exclusive agreement with respect to the Site and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.

Headings and captions throughout these Terms of Use are for convenience only and should not be considered part of these Terms of Use.  The word “including” means “including without limitation.”

If you have any questions or concerns about these Terms of Use or any issues raised in these Terms of Use or on the Site, please contact Tritium at (512) 493-4100.

© 2017 Tritium Partners, LLC All Rights Reserved.